Nasdaq Completes Sale of U.S. Fixed Income Business to Tradeweb Markets
June 25 2021 - 4:05PM
Nasdaq (Nasdaq: NDAQ) announced today that it completed the sale of
its U.S. fixed income business, Nasdaq Fixed Income
(NFI), to Tradeweb Markets Inc. (Nasdaq: TW), a leading global
operator of electronic marketplaces for rates, credit, equities and
money markets.
The sale was initially announced February 2, 2021.
The decision to sell NFI aligns with Nasdaq’s corporate strategy
to concentrate its resources and capital to maximize its potential
as a major technology and analytics provider to the global capital
markets.
As previously disclosed, upon the closing of the sale of NFI,
Nasdaq’s contingent obligation to issue Nasdaq shares to BGC
Partners, L.P. or its assignees was reduced (pursuant to the
discounting adjustment provisions set forth in the original
purchase agreement for Nasdaq's acquisition of the business) and
accelerated. At the closing, Nasdaq issued approximately 6.2
million shares of Nasdaq to Newmark SPV I, LLC, an assignee of BGC
Partners, L.P.
Nasdaq intends to use the proceeds from the sale of NFI,
available tax benefits and NFI working and clearing capital, as
well as other sources of cash, to repurchase shares in order to
offset longer-term dilution to non-GAAP earnings per
share.
About NasdaqNasdaq (Nasdaq: NDAQ) is a global
technology company serving the capital markets and other
industries. Our diverse offering of data, analytics, software and
services enables clients to optimize and execute their business
vision with confidence. To learn more about the company, technology
solutions and career opportunities, visit us on LinkedIn, on
Twitter @Nasdaq, or at www.nasdaq.com.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS
This communication contains forward-looking information related
to Nasdaq and the sale of the Nasdaq Fixed Income business by
Nasdaq to an affiliate of Tradeweb Markets and the related share
issuance, which transaction involves substantial risks,
uncertainties and assumptions that could cause actual results to
differ materially from those expressed or implied by such
statements. When used in this communication, words such as “will”,
“enable”, “intends”, “expected” and similar expressions and any
other statements that are not historical facts are intended to
identify forward-looking statements. Forward-looking statements in
this communication include, among other things, statements about
the potential benefits of the transaction, including statements
relating to expectations of future operating results and financial
performance, the financial condition and results of operations and
business of Nasdaq. Risks and uncertainties include, among other
things, risks related to the ability to realize the anticipated
benefits of the transaction, including the possibility that the
expected benefits from the transaction will not be realized or will
not be realized within the expected time period; disruption from
the transaction making it more difficult to maintain business and
operational relationships; risks related to diverting management’s
attention from Nasdaq’s ongoing business operations; the negative
effects of the announcement or the consummation of the transaction
on the market price of Nasdaq’s common stock or on Nasdaq’s
operating results; significant transaction costs; unknown
liabilities; the risk of litigation or regulatory actions related
to the transaction; future levels of Nasdaq’s indebtedness,
including additional indebtedness that may be incurred in
connection with the transaction; and the effect of the announcement
or pendency of the transaction on Nasdaq’s business relationships,
operating results, and business generally.
Further information on these and other risks and uncertainties
relating to Nasdaq can be found in its reports filed on Forms 10-K,
10-Q and 8-K and in other filings Nasdaq makes with the SEC from
time to time and available at www.sec.gov. These documents are also
available under the Investor Relations section of Nasdaq’s website
at http://ir.nasdaq.com/investor-relations. The forward-looking
statements included in this communication are made only as of the
date hereof. Nasdaq disclaims any obligation to update these
forward-looking statements, except as required by law.
Nasdaq Media ContactRyan Wells+1 646 648
3887ryan.wells@nasdaq.com
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